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Leads Inc. AI launches investor lead generation and lead conversion technology

leadlogix lead generation conversions

Leads Inc. launches revolutionary lead generation and lead conversions technology.

Since the official Leads rollout of this new technology they have seen impressive results for clients.

Leads Inc. located in El Segundo, CA has recently partnered with Investor Media to deliver full investor awareness and investor marketing campaigns.

“We felt that leadS Inc. and investor media was a match made in heaven”

The new company’s team has a track record of success in investor marketing. They have experience in Reg A+ and Reg D marketing, Real Estate, Gold, private placements, and retail lead generation. Having worked and build email databases of Accredited Investors for Reg D campaigns, the company has built a solid foundation in investing.

The good news is that this technology can be used in all verticals making Leadlogix an essential tool for companies looking to generate leads and convert clients. This technology will help companies build quality leads with ease and precision.

Verify Accredited Investors

As the company website suggests, conversions using the full suite of tools have improved client performance up to 800%. For Reg A+ raises, Leads Inc. was able to not only target and convert the investor but also verify the investor criteria as an accredited investor, saving the issuer company thousands. Working on their metrics, they verify lead generation, lead conversion and lead verification costs were $55.00, this is way below the industry standard just to verify the investor of $60.00.

The technology build an identity graph of the site visitor, this enables the company to target their audience as never before. The ability to upsell to clients and build subscriptions through lead conversion has become automated.

Investor Lead Generation

For Financial and Investing sites, Leads Inc. gives companies the ability to build a compliant list of new investors or to target their audience with relevant offers. Their unmatched investor lead generation ability to build a large database of investors is their most appealing service at the moment.

Verify Site Users

The new advertising laws around CBD and tobacco products can benefit from LeadLogix in many ways including the ability to verify the age of the end-user, thus eliminating any issues with advertising or selling products to anyone under 21.

E-Commerce Re-Targeting

E-commerce sites have the ability to save on retargeting ads by delivering offers that their site visitors are browsing and offer discounts to an engaged audience.  The ability to target what your customer wants, when your customer wants it helps deliver impressive conversion metrics.

Leads Inc. has built a range of services for all clients and agencies depending on their needs and they offer the ability for all their customers to save tens of thousands of dollars per month on marketing and advertising budgets.

Leads Inc.

Investor Media

 

A Special Report: The Harrowing Impunity of White-Collar Crime (Part I)

Marc Lubaszka, the ultimate white-collar conman on the run: From a Hollywood Hills mansion to Venezuela’s illegal gold mines and back

Disabled veteran Steve Gern: “It’s been nearly ten years of desperation”

Around 2012, tens of investors across the country experienced nearly $2 million in combined losses with unregistered gold broker Marc Lubaszka. The SEC, the FBI and other law enforcement agencies never filed charges against him. And despite the entrepreneur’s convoluted history of suspended companies, he’s recently re-launched his gold coins business operations and tried to secure $35 million in investments for his latest venture – a private jet company named Fly Private X –, while offering investment opportunities in Venezuela’s illegal gold mines by using his real name – at times – and pseudonyms – at others. But in recent months, Lubaszka has also sent out a shady settlement offer to his ‘crimeless’ victims that may offer renewed hope for them to pursue legal claims against the gold dealer and finally compel government agencies to file charges against him.
Marc Lubaszka fraud victim Steve gern
75-year-old disabled veteran Steve Gern has spent the past decade in search of Marc Lubaszka, who took almost $50K from Gern’s IRA plan. Photo credit: Steve Gern.

Los Angeles (CA) – Nearly a decade has gone by since Marc Gregory Lubaszka’s Aurum Advisors precious metals brokerage (and its sister company Gold Coins Gain) went out of business in Los Angeles. His now defunct firm, which was located on the 25th floor of a fancy business tower in Century City, left more than 50 gold coins and IRA investors across the country to fend for themselves. Their losses amounted to nearly $2 million. Some lost their hard-earned life savings, others their retirement or children’s college funds, but none ever saw the broker who lived off their backs be brought to justice. Despite tens of complaints, the FBI, the Los Angeles County District Attorney’s Office and the Securities and Exchange Commission (SEC) never filed criminal or civil charges against him. And Lubaszka just got away with it – all.

But today, a group of Aurum Advisors victims is still actively searching for the FINRA-unregistered broker in every corner of the globe. Among them is 75-year-old disabled veteran Steve Gern, who has dedicated the past years of his life to the pursuit of justice and to uncovering the whereabouts of the elusive entrepreneur, who fled to South America when his gold and silver company went under back in 2012.

Overnight, Lubaszka had left behind a lavish lifestyle, one that his many victims could only dream of: Glamorous parties with models, high-end suits, a luxurious Bentley and a historic Hollywood Hills mansion with stunning sunrise and sunset views of Los Angeles, an outdoor swimming pool overlooking the city, a tennis court as well as its own on-site observatory – a luxurious complex built in the 1920s once inhabited by deceased actor Chester Conklin, one of the most iconic silent movie comedians of all times who starred alongside Charlie Chaplin. But as Lubaszka’s Hollywood golden years came to an abrupt end, his victims came together in a long-term chase that only now may offer a new glimpse of hope for them.

“It has been nearly ten years of desperation for me,” says Gern in a phone interview from his house in Oregon, where he lives with his wife and four dogs: Teawee, Desiree, Sonodor and Marcus. “I lost about $48,000 of my IRA account. The problem is that Marc is a smart guy, and the FBI probably didn’t do anything because he’s a small fish in the pond. If he was Madoff, he’d be in jail,” he regrets.

Documents obtained by this outlet show that David Coonrod received two invoices from Marc Lubaszka’s gold companies. While both payments went through, the second batch of coins was never delivered.

As Lubaszka’s gold coins empire was crumbling down towards the end of 2011, he put out a press release acknowledging that his company was experiencing problems that forced him to let go some of his highest-salaried staff and turn to new less experienced recruits to fill in the shoes of upper management. By then, it was already too late for the broker: Feeling duped, customers had been submitting public complaints – some dating back to 2009 – on online boards as their multiple attempts to contact the company went unanswered. Many neither received the coins nor a refund. Some saw the value of their investment drastically cut in half without explanation. And no one ever knew whether the company was even planning to file for bankruptcy.

“The first time I bought coins from Marc, I didn’t have any problems. I sent a wire transfer for approximately $15,000 and received the coins,” says on a video-call David Coonrod, a 78-year-old retired architect living in Texas. “But my second experience was entirely different. They cashed my check for approximately $17,000, and I never received the coins. They took the money and then took off.”

Two invoices sent from Aurum Advisors to Coonrod at the time of each purchase prove that both payments went through. However, the architect’s continued efforts to demand a refund for the second batch of undelivered coins went nowhere, according to documents and emails obtained exclusively by this outlet.

marc lubaszka conman
David Coonrod reached out to Marc Lubaszka multiple times, but his calls and emails went unanswered.

Shortly after Aurum Advisors (and its sister company Gold Coins Gain) abruptly shut down their business operations around June 2012 without informing their clients, Coonrod flew to California to spend time with his daughter and decided to pay Lubaszka a visit. “The furniture was still in the office, but I was told that no one was working there anymore and that they’d been receiving many complaints from many customers,” he explains. During his trip, Coonrod learned that Lubaszka’s girlfriend – who went by the stage name of Kris Martin – also worked for the company and had written a long press release for Aurum Advisors in February 2011 detailing the broker’s numerous complaints against “unethical” and “chronic” customers who can never be satisfied and air their grievances online to receive compensation from companies like his. While in Los Angeles, Coonrod also found out the name of Aurum Advisors CFO: Bethany Cabe – one of Marvel’s fictional characters and, as time would later show, one of Marc’s signature practices: To create fake personas to advance his business and personal interests and keep unhappy clients and partners at bay.

Armed with this information, Coonrod and other victims quickly mobilized, created a victims group online and filed complaints with the FBI, the Los Angeles County District Attorney’s Office, the SEC, the FTC and the BBB. “It didn’t get anywhere,” Coonrod regrets. “I was told that these businesses pop up like Starbucks in Los Angeles.”

In the past years, there have been countless email exchanges among Lubaszka’s victims, some showing hope, some filled with anguish and despair, whereas others marked the agonizing end of the years-long uphill battle for most of them. Their correspondence provides a rare window into their plight, endless struggles and dead-end efforts to track down Lubaszka. Perhaps one of the hardest pills to swallow for them was seeing the authorities bring fraud and theft charges against gold coin dealer Goldline International, Inc. while, inexplicably to them, letting Lubaszka get away with his actions. Year after year, the victims have made it to the finish line empty-handed.

“I know I’ll never see my money again,” says in a phone interview Jeroldine Clark, who lost $160,000 with Lubaszka, the second highest amount of losses among all Aurum Advisors victims. “Marc is a smooth-talking salesman over the phone. He misrepresented the value of my investment when I bought the coins, and I lost it all,” she recalls.

For Leslie Lawson, who experienced the highest amount of losses, the financial damage caused by the gold broker will never be undone. “I happened to be swindled out of more than $215,000 dollars out of my IRA that I will never recover; a travesty for many of us,” she regrets.

Lubaszka’s criminal history, substance abuse and widespread fraud accusations against him

But behind his alluring facade, elegant suits, arrogance and playboy moves, Lubaszka’s glamorous Hollywood lifestyle came with a more predictable yet darker side: A history of arrests dating back to at least 2005 involving alcohol abuse and drug use. His driver’s license was suspended by a Santa Barbara County court in October 2006. At 28, he was arrested in a Santa Monica hotel bar, booked for intoxication and for challenging employees to a fight. Court records also show that, over the course of the years, he was arrested in the Los Angeles and San Diego counties for criminal threats, public intoxication and several DUIs. Multiple times he was ordered into alcohol treatment programs and placed on probation. Furthermore, he was convicted on drug charges, ordered into a rehab program and later expelled.

Marc Lubaszka has a history of civil, fraud and criminal cases against him in the Los Angeles County.

“I think Marc was a legitimate and successful gold broker at some point, but alcohol and drugs turned him into a crook,” says Gern.

As Lubaszka struggled with substance abuse and to stay afloat, several victims – Leslie Lawson, James Re, Andreas Mirza, Murat Kanbay, Faras Rabadi, and John Dimaggio – filed legal cases against him and his gold companies, including World Gold Group. While some obtained default judgments against the broker for failure to appear in court, others were unable to prevail in the legal system, proving that victims face insurmountable challenges in their fight for justice and closure.

In the midst of his Aurum Advisors demise, Lubaszka was also arrested for domestic violence against his girlfriend. The surety company involved in this case confirmed that a $50,000 bail was posted for Lubaszka’s release and that he later skipped his court hearings.

mar lubaszka arrests
Marc Lubaszka’s history of court records in the Santa Barbara, Los Angeles and San Diego counties go back to 1998.

Overwhelmed by his many legal, professional and personal troubles around late 2011, Lubaszka resorted to one last card up his sleeve: He packed his bags, kissed his Hollywood Hills mansion goodbye and fled to South America.

Following Lubaszka’s elusive trail in South America

In an email to other victims, Jeroldine Clark shared photographic evidence that the entrepreneur had vanished from the LA party scene and was hiding in South America. At least one photograph placed Lubaszka in Colombia on May 9, 2012. One of the images uploaded to a blog hinted that the broker had already broken into the fashion world in the aftermath of his gold coins monumental fiasco. Shortly after, the photos were removed. The blog author did not respond to a request for comment.

“What we heard at that time is that he had some kind of grand opening for a high-end fashion store in Colombia,” Clark explains.

Then, Lubaszka did what he does best: He faded again.

Before long, the runaway broker had ventured through the ‘trochas,’ the clandestine paths stretching from Colombia to Venezuela, to appear in downtown Maracaibo – known as a hot spot for criminal activity. “He was sitting there alone with one bag in his hand. His clothes were dirty, torn, and he looked lost,” says in an exclusive interview Rubén Turtulici, a Venezuelan-Italian pastor with the Mustard Tree Missions currently based in Dubai. “He said his name was David from Canada, that he’d been kidnapped and robbed by the Colombian guerrillas and that he’d lost his money and his passport.”

Turtulici and his network of pastors found Lubaszka a place to stay as they reached out to the Canadian Embassy for assistance. Days later, the broker vanished with a laptop he had borrowed from the young Christian lady who had initially found him downtown Maracaibo. When Lubaszka reappeared two weeks later, his clothes were dirty and torn. And the laptop was gone. Despite all this, the Turtulici family opened the doors of their modest home to Lubaszka, let him stay in the guest room, provided free food, a shower, took him to cibercafés so he could email his family and even drove him to Jiu-Jitsu sessions to “release some tension.”

“In a country like Venezuela, the standards of living are very low and you can go for two weeks without taking a shower. I didn’t earn enough money to be able to provide for another person for a prolonged period of time,” says Turtulici. “And Marc also ate a lot….”

One day Lubaszka asked the pastor to take him to the dentist. “He was obsessed over his teeth and wanted to get a dental, and I said: ‘David, I can’t afford that’. The next thing I knew is that he’d managed to get a free dental using his charm and charisma. He knew how to talk people into doing things for him.”

Erratic behavior, lies and contradictions as Lubaszka used the generosity of a Venezuelan-Italian pastor

While in Turtulici’s home, Lubaszka offered a glimpse of his own personality and often-erratic behavior. He covered the computer camera with a piece of paper, didn’t allow anyone to take photos of him, took prescription medication for an alleged mental disorder and bragged about an offer he’d received to star in porn movies while living in his Hollywood Hills mansion. As astonishing and contradictory as it sounded to Turtulici, Lubaszka also portrayed himself as a Christian yet allegedly encouraged drug consumption among his workers.

“He told me he preferred that his employees did cocaine over marijuana, because the former enhances job performance even if it shortens your life span,” recounts the pastor.

As an insatiable entrepreneur looking for his next big break in the gold industry, Lubaszka offered the pastor a global business partnership: To become the face of the broker’s future gold mine operations in Venezuela and online promotional campaign. “He wanted to put up multiple gold-related websites to ensure they would rank first in search engine results when people looked for gold. I’d be the face, he’d be the brains,” says the pastor. “I told him it was a crazy idea and that I didn’t care about making money. I do humanitarian work.”

Over the course of the days, the pastor became increasingly suspicious about Lubaszka’s intentions and identity. Red flags were starting to show up everywhere, including his refusal to get a new passport. But it was on a visit to Zulia’s oil wells when the pastor finally got the tip that exposed Lubaszka’s real identity.

“He said he worked for a doctor who had a foundation for children with cleft lip. I looked it up online and found a photo of them together. That’s how I knew his name was not David but Marc Lubaszka, and that his victims were looking for him in the US,” the pastor explains.

Turtulici, however, decided not to confront Lubaszka about his identity, and the broker got to spend Christmas with his host family. Shortly after, he was asked to leave. By then, Lubaszka had spent a month and a half in Maracaibo. “I felt very bad as I was dropping him off at Maracaibo’s Central Hospital emergency room, but I could no longer help him,” regrets the pastor.

“He didn’t take responsibility for his actions, blamed others for his past mistakes and believed that he didn’t have to abide by the laws. He was a narcissist in paradise because, in a lawless country like Venezuela, the FBI wouldn’t come down looking for him,” he explains. “Also the fact that he survived Maracaibo and Venezuela makes Marc immortal.”

Lubaszka’s return to the USA and his alleged links to Venezuela’s organized crime syndicates

marc lubaszka fraud facebook
Gold broker Marc Lubaszka resurfaced online around 2018. He claimed to live and work in Brazil.

Following his voyage through South America, Lubaszka was seen attending business conferences in California around 2016. He then vanished again and re-surfaced online in 2018. His then-created Facebook and LinkedIn accounts indicate that he was living and working in Brazil and confirmed that he’d been learning the ins and outs of the gold mining industry in Maduro’s Venezuela.

Confident perhaps in his knowledge of the Orinoco region, Lubaszka made another bold move: He dedicated one section of his website to offering gold mining investment opportunities starting at $50,000 and going all the way up to $250,000. “This includes all necessary bribe money to get the equipment past the military check points and the fee required by the organized crime syndicate that you have to pay to enter the region,” states the self-proclaimed gold expert on his site.

But in 2018, time was running out for the victims as the statute of limitations for any potential fraud charges against Lubaszka was coming to an end. At the time, the FBI was still the victims’ best bet, but it was becoming clear that even that was a long shot. “I had spoken with attorneys and they had said that our only option was to file a class-action lawsuit. Even then, we probably would not be able to recover any money, so my only hope was the FBI,” explains Coonrod.

marc lubaszska fraud gold mines scam
Lubaszka dedicated one section of his website to offering gold mining investment opportunities starting at $50,000 and going all the way up to $250,000.

The victims’ worst fears realized on a letter sent by the FBI dated May 17, 2019 confirming that the investigation into Aurum Advisors, Gold Coins Gain and Lubaszka had been closed. Along with their money, their best shot ever at seeing Lubaszka stand trial for his offenses had shattered before their eyes. Lubaszka’s wrongdoing and any possible fraud charges related to his businesses slipped through everyone’s fingers.

“We tried to get an arrest warrant so he’d be arrested coming back into the country (USA), but it was not ordered and the statute of limitations on fraud charges expired,” Gern explains. “Truth is to be damned. Listen to the words of Leonard Cohen’s song called ‘Everybody Knows.’ Folks like Marc Lubaszka know the game well.”

Unraveling Lubaszka’s shady settlement offer to his victims

In 2020, Gern, Coonrod and Clark were among several victims who filed claims against Lubaszka through his website, where he had put up a “Resolution” notice inviting them to settle cases related to his past and defunct businesses in the US. In the page, Lubaszka falsely states that 100% of the claims against him have been satisfactorily resolved. It was, indeed, another act of deceit. But it wouldn’t be his last.

According to documents exclusively obtained by this outlet, multiple victims received settlement offers in the mail. Attached was a letter written by Lubaszka that, at first glimpse, sounded genuine and authentic – a rare heartfelt apology from the gold dealer, who acknowledged that the victims and their families had suffered for many years:

Multiple victims received a letter with a
seemingly heartfelt apology from Lubaszka.

“It was not my intent to allow this situation to go unaddressed for so long. I know you and your family have suffered, as have I. We are here today to resolve the problems that have plagued you for so long.”

Gern was offered 44 shares of Emerging Market Technology Management, Inc., an EMT fund that Lubaszka registered in New York in 2018. Clark received an offer of 148 shares – all as a “gift” from the fund’s President. “When I read that the shares were valued at $1,100, it sounded like a scam”, says Clark.

Retired police officer Travis Benson, who has searched low and high for Lubaszka without being able to track him down, also declined the offer: “I did not sign the papers he sent out trying to get me to trade for his worthless Venezuelan stock.”

Marc Lubaszka’s signature on his settlement offer doesn’t match his signature on other filings or documents.

A closer look at the last page of the transfer agreement shows Lubaszka’s shaky signature, which doesn’t match his signature on the agreement’s “Issuance Resolution” page and other readily available public documents he filed with the Secretary of State of the State of California in 2005 and 2009 linked to previous – and suspended – companies: John Brown, Inc. and Fidelis Systems, Incorporated.

Along with the settlement offer, Lubaszka provided two envelopes with two different hand-written return addresses: The victims were instructed to mail in the signed share transfer agreement to James Madison, the EMT Fund’s registered agent in New York City, while the issuance resolution had to be sent to Bill Saeger, VP of Pacific Stock Transfer in Las Vegas, the company responsible for facilitating the share transfer.

However, Saeger confirmed to me via email that the company had “resigned” as Lubaszka’s transfer agent and had no affiliation with the broker or his shareholders.

Lubaszka asked his victims to mail in this envelope to Pacific Stock Transfer in Las Vegas. But the company resigned as Lubaszka’s transfer agent.

Possibly, in an attempt to legitimize his EMT Fund, Lubaszka had previously created an amateurish-looking blog on his investment company and distributed a press release announcing the company’s launch through One Media Maker, a PR company operating out of a fake physical address in New York with a non-working phone number. The media contact person was Anthony Cohen, aka Marc Lubaszka.

Anthony Cohen, David (from Canada), Steve Andrews and Marc Anderson are some of the aliases that Lubaszka has used over the years.

The broker also tried to add another layer of credibility to his EMT Fund by creating a fake Medium account under the name of renowned British financier Jason Butler that featured a stolen photo of the expert. In March 2018, the fake Butler published a glowing article entitled “Marc Lubaszka is heading a $1 Billion Emerging Market Technology Market Technology Fund” falsely claiming that nearly two dozen of the world’s wealthiest investors had thrown money into the fund. No investors were ever quoted. None ever published press releases announcing their participation in Lubaszka’s venture. And the EMT Fund fake story and the fake Butler account were taken down by Medium in early 2021 for violating community terms.

By then, it was all clear: Lubaszka’s settlement offer using his EMT Fund had delivered ‘zero, zilch, nada’ for his victims. “It was just another scam,” Clark regrets over the phone.

In the broker’s own words, his “gift” was “all” he could “offer at this time.” But in the face of yet another disappointment, the victims had already been tipped off on Lubaszka’s latest business venture, a private jet company registered in Delaware at the end of 2019 named Fly Private X that featured attractive models and flight attendants, pilots from all over the US and an impressive fleet of private and commercial jets: All smoke and mirrors once again. But as it’s often the case with the entrepreneur with the “golden touch,” there’s more to it than meets the eye.

Marc Lubaszka formed Fly Private X in 2019 under the strong privacy laws of Delaware.

Lubaszka never replied to multiple requests for comment. I did receive a cease-and-desist email from his attorney, John Tamborelli, who demanded that I stop my investigation into Lubaszka’s business partner, Hadari Oshri, and threatened legal action if I published any documents or testimony from one of my sources. As of today, I am still waiting to hear Lubaszka’s and Oshri’s side of the story.

Don’t miss Part II of this investigative series: Dispatches from a news reporter that ran into a conman, his nonexistent fleet of private jets, an intricate web of deceit and lies and a PPE scheme linked to Houston energy exec Arael Doolittle – all amid the pandemic.

* If you’d like to share your testimony or story, please contact the reporter at aitana_investigations@protonmail.com or connect with her on Facebook.  All emails are checked for legitimacy, spam and viruses and deleted when suspicious malware is detected. 

** Featured image: Marc Lubaszka appeared in Total Prestige magazine in 2010. 

*** Read Part II, Part III and Part IV of “A Special Report: The Harrowing Impunity of White-Collar Crime.”

RELATED COVERAGE

Read Aitana Vargas’s exposé on Hadari Oshri nominated for journalism award.

Read “A Special Report: The Harrowing Impunity of White-Collar Crime (Part I): Marc Lubaszka, the ultimate white-collar conman on the run: From a Hollywood Hills mansion to Venezuela’s illegal gold mines and back.” 

Read “A Special Report: The Harrowing Impunity of White-Collar Crime (Part II): Marc Lubaszka’s nonexistent private jets failed to deliver PPE amid the COVID-19 pandemic.”

Read “A Special Report: The Harrowing Impunity of White-Collar Crime (Part III): Pursuing flash money, rapper Dylan Raw partners with conman Marc Lubaszka and becomes his patsy.”

Read Hadari Oshri’s losses mount up as she fails again to silence her victims.

Read Hadari Oshri loses anti-SLAPP court battle against journalist Aitana Vargas.

Read The Legal Bullies Club – The SLAPPers: Featuring Hadari Oshri.

Read Hadari Oshri sued for copyright infringement in 2017.

Read La reportera Aitana Vargas pide 23.000 dólares en honorarios tras pulverizar la querella mordaza de Hadari Oshri.

Read Hadari Oshri deactivates LinkedIn account following PPE exposé.

Why you should become an equity investor in 2021

stock market crash

Equity Investors will be able to outperform the imminent stock market crash

Accredited Investors know that the best returns on investment are achieved by investing early in a companies growth cycle.

2020 will go down in history as one of the most volatile and erratic years on the stock market with historic highs and unheard-of lows. While the US and the rest of the world continue to deal with the COVID pandemic there is both optimism and skepticism about the current state of investments.

THE COLLAPSE OF THE STOCK MARKET IS VERY REAL

Investors have enjoyed a record-breaking bounce-back rally on Wall Street since 2018. Since the nearly 125-year-old Dow Jones Industrial Average (DJINDICES:^DJI), benchmark S&P 500 (SNPINDEX:^GSPC), and technology-heavy Nasdaq Composite (NASDAQINDEX:^IXIC) hit their bear-market lows on March 23, 2020, this trio has respectively returned 83%, 87%, and 103%.

WHY WILL THE STOCK MARKET CRASH IN 2021

The stock market runs in cycles. Optimists might dislike when they rear their head on Wall Street, but the data shows that a double-digit decline has occurred in the S&P 500, on average, every 1.87 years since 1950.

The biggest threat to the market in 2021 might be historic valuation. As of May 3, the S&P 500’s Shiller price-to-earnings (P/E) ratio was 37.53. This is a measure of average inflation-adjusted earnings over the past 10 years. Not only is 37.53 more than double the average Shiller P/E for the S&P 500 since 1870, but anytime the Shiller P/E has jumped above and sustained 30 throughout history, bad things have happened. In the previous four instances where the Shiller P/E topped 30 during a continuous bull market, the S&P 500 subsequently shed between 20% and 89% of its value.

Investors have learned through experience how bad the outlook can be for  the S&P 500 in the three-year period following a bear-market bottom. Since 1960, there have been nine bear markets (a decline in the S&P 500 of at least 20%). In each of the previous eight bear markets prior to the coronavirus crash, there was at least one double-digit percentage pullback within three years after the bear-market bottom was reached.

THE SIGNALS POINT TO A VERY REAL POSSIBILITY A STOCK MARKET CRASH IS COMING

Other factors stand out as potential bull-market wreckers, including the spread of coronavirus variants, increasing inflation rates, and the prospect of higher mortgage rates, which could quell a red-hot housing market.

THE COLLAPSE OF THE CRYPTO MARKETS

Crypto investing became popular again as Bitcoin jumped to $58,000, only to reverse it gains and slide 38% in 3 weeks. China is set to clamp down on their crypto mining facilities, which account for 36% of all crypto-mining on June 1st, 2021. Institutional investors will be drained from the crypto markets and there is an imminent collapse.

The recovery in crypto will take months as more regulation and environmental agencies condemn the massive crypto mining farms. Crypto mining now accounts for approx. .55% of the global power consumption.

WHY IS EQUITY INVESTING IMPORTANT

Shareholder equity or stockholder equity consists of the assets of a firm minus the company’s liabilities. It establishes the value of common stock and preferred stock owned by investors. If the company were to liquidate, it would need to pay back the debt to its creditors first and then the remaining amount would go to shareholders.

Positive shareholder equity means a company has more assets than liabilities, which suggests the company is managing the business well. If a company’s balance sheet shows negative shareholder equity, this indicates liabilities exceed assets – and shareholders should take note.

A company that holds more debt than assets could mean it’s funding new projects that require large amounts of financing, or it may imply the financial status of the business is weak. This could also point to the company’s ineffective management.

A way to measure how well a company is using its assets is with the return on equity formula, a metric found by dividing a company’s net income by shareholder equity:

ROE = Net Income / Shareholder Equity

A high ROE points to the company using its equity efficiently, while a low ROE may indicate that the business is not managing its assets efficiently. ROE adds value when used to compare companies within the same industry.

Investors who want to increase their equity should look for companies that make consistent profits that exceed expenses, or invest more money in a company by buying more shares.

New Venture Exchanges – How The JOBS Act 3.0 should boost investments

JOBS Act 3.0

The tsunami has all but ended in a defeat for many investors and companies. There is finally good news for equity investors. The JOBS Act 3.0

The jobs act 1.0 and 2.0 delivered a disruption to investing and helped propel small businesses into multimillion-dollar companies.  The great rush of Reg. A and Reg. D and  Equity Crowdfunding seems to have all but halted in the last 2 years for many reasons. Since COVID more equity investors want to get out of the volatile Stock markets.

Companies were required to only allow investment form verified  Accredited Investors.  The SEC States An accredited investor is a person that the SEC deems is sophisticated enough to protect themselves in making investment decisions and therefore does not require certain additional protections under certain securities laws.  Currently, to be an accredited investor as an individual, you must (1) earn $200,000 (or $300,000 jointly with your spouse) in income over the last 2 years or (2) $1 million in net worth (excluding home value. There was a major downfall in this strategy, many eligible  Accredited Investors, especially in the US had not verified their status nor had they been given the right material to understand the investments criteria.

Start Up Companies were busy building and marketing their pitch decks and dealing with all the relevant road shows and right things to say. The companies themselves failed to deliver on then best strategy of all to entice investors, and exit strategy.

Indiegogo, Crowdfunder and Start Engine were co-conspirators in a race to entice companies to list on their platforms they did not divulge to the companies that the main strategy investors seek is exits to IPO, Mergers and  Buy Outs.

As with the ICO craze of 2016, many companies made money in marketing and investor relations and many investors did eventually invest only to be dismayed at the lack of forethought in these projects. Over 90% of the ICOs from 2016 are now gone with millions being lost across the board.

While, the JOBS Act gave investors a new avenue and helped companies to deliver an alternative investing vehicle, the accredited investors, were this time left holding the bag.  As more companies were being listed the pool of investors got smaller and less tolerant of mistakes.

In 2014 – 2016 every start up company was the “Uber of ” or was “disrupting some form of economy”, the vast majority of those companies too have run out of funds, or never reached market with their product, even after there was a sizable investment from the members of the equity crowdfunding platforms.

WHAT DOES JOBS ACT 3.0 MEAN FOR COMPANIES?

The JOBS Act 3.0 should be the game changer. This should finally open the doors to investment like never before allowing investors to be accredited by their experience rather than their wealth.

It is now on the companies themselves to deliver solid growth plans and solid ideas. They should have a good team on board who are more than just friends from school and college.  The companies need guidance by seasoned personnel, rather than giving titles out to anyone in the room based on their needs.

The lack of quality education on Equity Crowdfunding and investing is still astonishing in today’s digital age where many  16 year olds had Youtube channels devoted to Crypto.

WHAT IS IN THE FUTURE FOR JOBS ACT 3.0 AND INVESTORS

The JOBS Act 3.0 gives many updates and addendums to the previous 2 JOBS Acts.

The Launch of Venture Exchange is one of the more ambitious and lofty elements, this will no doubt lead to a rush venture exchanges  being brought to market.  It stands to reason, that companies with 10,000 shares should not be regulated equally to those with 10 million shares. The Act 3.0 would allow for the registration of “venture exchanges” with the SEC to provide a venue for small and emerging companies and offer a platform to trade their securities. It would also permit the trading of venture securities, which would apply to early stage companies whose shares are Regulation A+ securities, as well as listed companies whose shares are below the average daily trade volume. The creation of venture exchanges would help even the playing field such that small and startup companies could attract investors.

HOW WILL THE JOBS ACT 3.0 IMPACT COMPANIES

Private companies should be able to utilize some of the many relaxed rules including  the rules for filing confidential IPOs. The current rules permit “an emerging growth company” or any person authorized to act on its behalf file confidentially. The JOBS Act 3.0 proposes to change the wording to “an issuer” or any person authorized to act on its behalf. This would widen the pool of companies able to explore confidential filings.

JOBS ACT 3.0 EASING OF REGULATORY BURDENS

The fourth objective of JOBS Act 3.0 is to reduce the economic costs of going public by relaxing the requirements for companies to produce quarterly financial reports. On average, initial regulatory compliance costs more than $1 million in one-time costs associated with an IPO. The Act 3.0 directs the SEC to analyze the costs and benefits of quarterly reports and provide recommendations to Congress for decreasing costs, increasing transparency, and increasing efficiency of quarterly financial reporting. The aim is to allow smaller companies to delay various financial reporting requirements. These tactics would enable more companies to secure an IPO by allowing them to spread the cost over a longer period of time, thus reducing the financial burden of going public.

The Marijuana Industry should be rejoicing and hoping to capitalize on these relaxed regulations along with the recent victory and landmark legalization of marijuana in Illinois just last week. Marijuana, Cannabis and CBD companies now have better access to a larger pool of investors , with less regulation at a critical time for the Cannabis markets.

Accredited Investors can now come for a new class in the investor pool and be self directed. This will help deliver a huge influx of investors into the market and so long as companies have a clear path to exit and solid team this is a win for all.

EQUITY INVESTORS SHOULD START LINING UP THEIR PORTFOLIOS FOR 2020 AND BEYOND

The new acceptance of investment in Cannabis and Marijuana markets as legitimate, of not federally legal yet, is a huge boost for famers, growers and research scientists interested in releasing new medical treatments for Cancer, Addiction, Mood disorders and pain relief.

As more states legalize both in medical marijuana and recreational marijuana use, the older propaganda is not able to out do the merits and positive reports especially from the medical marijuana and CBD research camps.

Design Therapeutics Announces Pricing of Initial Public Offering

CARLSBAD, Calif., March 25, 2021 (GLOBE NEWSWIRE) — Design Therapeutics, Inc., a biotechnology company developing a platform of gene targeted chimera (GeneTAC™) small molecules for the treatment of serious degenerative disorders caused by inherited nucleotide repeat expansions, today announced the pricing of its initial public offering of 12,000,000 shares of its common stock at a price to the public of $20.00 per share. The gross proceeds to Design from the offering, before deducting the underwriting discounts and commissions and offering expenses, are expected to be $240.0 million. All of the shares are being offered by Design. In addition, Design has granted the underwriters a 30-day option to purchase up to an additional 1,800,000 shares of its common stock at the initial public offering price less the underwriting discounts and commissions.

The shares are expected to begin trading on the Nasdaq Global Select Market on March 26, 2021, under the ticker symbol “DSGN.” The offering is expected to close on March 30, 2021, subject to the satisfaction of customary closing conditions.

Goldman Sachs & Co. LLC, SVB Leerink LLC and Piper Sandler are acting as joint book-running managers for the offering.

A registration statement relating to the offering of these securities has been filed with the Securities and Exchange Commission (SEC) and became effective on March 25, 2021. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. This offering is being made only by means of a written prospectus, forming a part of the effective registration statement. Copies of the final prospectus relating to the initial public offering may be obtained, when available, from: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com; SVB Leerink LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, or by telephone at (800) 808-7525, ext. 6105, or by email at syndicate@svbleerink.com; or Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, or by telephone at (800) 747-3924, or by email at prospectus@psc.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Contact:
Alicia Davis
THRUST Strategic Communications
(910) 620-3302
alicia@thrustsc.com

Univest Securities, LLC Announces Closing of IPO for its Client Universe Pharmaceuticals INC (Nasdaq: UPC)

New York, March 25, 2021 (GLOBE NEWSWIRE) — Univest Securities, LLC (“Univest”), a member of FINRA and SIPC, is a full-service investment bank and securities broker-dealer firm based in New York, today announced the closing of the initial public offering (the “Offering”) for its client Universe Pharmaceuticals INC (the “Company”, Nasdaq: UPC), a pharmaceutical producer and distributor in China, during which Univest acted as the underwriter and sole book-running manager. The Company received aggregate gross proceeds of US$25 million of 5,000,000 ordinary shares at a public offering price of US$5.00 per ordinary share from this Offering, before deducting underwriting discounts and other related expenses. In addition, the Company has granted the underwriter a 45-day option to purchase up to an additional 750,000 ordinary shares at the public offering price. The ordinary shares began trading on the Nasdaq Global Market on March 23, 2021 under the ticker symbol “UPC”.

Proceeds from the Offering will be used for upgrading and expanding the Company’s manufacturing facilities, conducting research and development, branding, advertising and marketing, and for working capital and general corporate purposes.

The Offering was conducted on a firm commitment basis. Univest Securities, LLC acted as the underwriter and the sole book-running manager for the Offering. Hunter Taubman Fischer & Li LLC acted as counsel to the Company, and Pryor Cashman LLP acted as counsel to Univest Securities, LLC in connection with the Offering.

A registration statement on Form F-1 relating to the Offering was filed with the Securities and Exchange Commission (“SEC”) (File Number: 333-248067) and was declared effective by the SEC on March 22, 2021. This Offering was made only by means of a prospectus, forming a part of the registration statement. Copies of the final prospectus relating to the Offering may be obtained from Univest Securities, LLC, by email at IBAssistDesk@univest.us or standard mail to Univest Securities, LLC, Attn: 375 Park Avenue, 15th Floor, New York, NY 10152. In addition, a copy of the prospectus relating to the Offering may be obtained via the SEC’s website at www.sec.gov.

Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more complete information about the Company and the Offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Univest Securities, LLC

Registered with FINRA since 1994, Univest Securities, LLC provides a wide variety of financial services to its institutional and retail clients globally including brokerage and execution services, sales and trading, market making, investment banking and advisory, wealth management. It strives to provide clients with value-add service and focuses on building long-term relationship with its clients. For more information, please visit: www.univest.us.

About Universe Pharmaceuticals INC

Universe Pharmaceuticals INC, headquartered in Ji’an, Jiangxi, China, is a pharmaceutical producer and distributor in China. The Company specializes in the manufacturing, marketing, sales and distribution of traditional Chinese medicine derivatives products targeting the elderly with the goal of addressing their physical conditions in the aging process and to promote their general well-being. The Company also distributes and sells biomedical drugs, medical instruments, Traditional Chinese Medicine Pieces, and dietary supplements manufactured by third-party pharmaceutical companies. Currently, the Company’s products are sold in 30 provinces of China. For more information, visit the Company’s website at http://www.universe-pharmacy.com/.

Forward-Looking Statements

This document contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or the future performance of the Company, including: its financial performance and projections; its growth in revenue and earnings; and its business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. Forward-looking statements are only predictions. The forward-looking events discussed in this document and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur.

For more information, please contact:

Univest Securities, LLC
Edric Guo
Executive Director of Investment Banking
375 Park Avenue #1502
New York, NY 10152
Phone: (212) 343-8888
Email: info@univest.us

Wall Street’s Favorite Four-Letter Word

Wall Street has a new obsession: special purpose acquisition companies (SPACs).

SPACs are an alternative to the traditional way businesses raise money known as initial public offerings (IPOs). Since January 1, 2021 SPACs have raised over $88 billion, making up 83 percent of public offerings this year and raising more money than they did in all of 2020.

As investment banks and professional investors celebrate this booming market, regulators worry that the excitement around SPACs has created a dangerous bubble. Without better protections, everyday retail investors may be in trouble if the bubble bursts.

SPACs are shell companies that list themselves on public stock exchanges. Their sponsors collect money from investors and use it to acquire private businesses that plan to go public. After the acquisition, the acquired company replaces the SPAC on the stock exchange and the investors receive shares in the company. If a SPAC does not acquire a company within two years, the sponsors must give investors their money back.

SPACs originated in the 1990s. At the time, they were associated with fraudulent penny stock companies. But SPACs have reemerged in recent years as a legitimate investment tool due in large part to the COVID-19 pandemic. The pandemic encouraged companies to conduct public offerings quickly to take advantage of low interest rates and excess savings. At the same time, the pandemic has made IPOs difficult to execute because they require business owners to travel to meet with investors, and their prices are susceptible to market instability.

By conducting public offerings through SPACs, companies can address these problems. SPACs eliminate the need for extensive travel because business owners can negotiate exclusively with the SPAC’s sponsors, rather than with each investor. SPAC acquisitions take only 5 months on average, compared to 12 to 18 months for IPOs. And they protect companies from the pandemic-related market instability by setting the share price behind closed doors with no input from short-term traders.

In the past year, SPACs helped many companies go public and made some professional investors very rich.

But they are risky. In the past five years, SPACs lost an average of 9.6 percent, compared to an average gain of 47.1 percent for IPOs. This trend remained constant in 2020.

Regulators worry that vulnerable retail investors—encouraged by low interest rates and commission-free lending—will invest in SPACs without understanding the risks.

Acting U.S. Securities and Exchange Commission (SEC) Chair Allison Herren Lee claims that SPACs often fail to deliver for investors because their sponsors have misaligned incentives. SPACs typically compensate their sponsors with the option to purchase 20 percent of the SPAC’s stock at a substantial discount and quickly resell it at the market price. This compensation structure gives sponsors an incentive to make sure the SPAC acquires a company, even if the company is not worth the price the SPAC pays for it. During an IPO, investors are protected from this conflict of interest because managers cannot sell their stock until months later.

Former SEC Chair Jay Clayton argues that investors should be free to invest their money in SPACs as long as sponsors properly disclose their incentives and conflicts. To help investors obtain better information about a SPAC’s sponsor, the SEC issued guidance in December 2020 encouraging sponsors to disclose their compensation incentives and conflicts of interest.

Some critics argue that increased disclosure from sponsors is not enough to protect SPAC investors. Information that SPACs provide to investors is not as reliable as information that companies provide when conducting IPOs. When companies initiate an IPO, they hire investment banks to review their disclosures. These banks review disclosure documents thoroughly because they are liable for any errors. SPACs, however, do not need to have any third party review their disclosures before an acquisition, making SPACs more likely to provide investors with fraudulent or misleading disclosures.

Another problem with relying on disclosures to protect investors from SPACs is that SPACs can entice investors with baseless financial projections in their disclosures. Federal law allows publicly traded companies to provide investors with financial projections. Companies conducting IPOs are not allowed to share these projections with investors because they are not yet public. SPACs, however, can use financial projections to solicit investors because SPACs are registered with the SEC as public companies. Current law allows SPACs to project unrealistically high returns for an acquisition with little chance of getting in trouble. Retail investors are especially susceptible to baseless financial projections because they are less likely to conduct their own financial analysis.

Some commentators argue that the SEC should do more to protect retail investors by helping them understand the risks associated with SPACs. For example, the SEC could require SPAC sponsors to include information about their ownership stake and their decision-making process in any press release or other public communication they issue following an acquisition. This would particularly benefit retail investors, who are more likely to understand a press release than complex financial disclosures. The SEC could also mandate that investment brokers inform their customers of the risks from investing in SPACs before helping customers purchase SPAC shares.

Another way the SEC could regulate SPACs is to require their sponsors to obtain approval from an independent committee of directors and a third-party pricing expert for each acquisition. This would prevent sponsors from completing acquisitions that only benefit themselves.

Finally, the SEC could use its influence over the market to discourage SPACs from engaging in fraudulent or excessively risky behavior. Senior officials at the SEC could make public statements criticizing activities the SEC wants to discourage. SEC staff could intentionally slow the approval process when SPACs register as public companies. And the staff could ask SPAC sponsors more detailed and difficult questions when reviewing their disclosures. Supporters of these proposals claim that a commission-wide shift in attitude toward SPACs could temper the SPAC market and discourage nefarious actors from moving forward with their venture.

With proper oversight, SPACs can continue to provide companies with a fast and effective alternative to IPOs. Without such oversight, retail investors may end up paying the price.

Marketing Successfully after Googles stops allowing third party cookies

How to market your company’s capital raise after Google stop allowing third party tracking

How can advertisers and companies who have relied on Google adwords adjust to the new privacy policies.

Marketing to investors will be hit like all sectors when Googles new third party tracking policy comes into affect.

Facebook will soon follow suit destroying years of ad-spends by companies to accumulate user data. Apple have already delivered strict rules on privacy for apps on their store.

Google just destroyed many advertisers

Google accounts for over half the online marketing $292 billion according to Jounce Media. The Alphabet Inc. company stated that it plans to stop using or investing in tracking technologies that uniquely identify web users as the move from site to site across the internet. This essentially will eliminate look alike groups and targeted campaigns from being effective.

About 40% of the money that flows from advertisers to publishers on the open internet—meaning digital advertising outside of closed systems such as Google Search, YouTube or Facebook—goes through Google’s ad buying tools, according to Jounce Media.

Google kills advertisers

Internet privacy issues worldwide

Unless you have been living under a rock, the news about internet privacy has been playing out in Europe and US for years. Google, Apple, Amazon and Facebook have been the center of antitrust and privacy issues. More intrusive ads and targeted content have helped to spread misinformation, false narratives and even help to win elections. Brexit is the ultimate case of the exploitation of user data to sway votes.

Ad-tech companies now scramble to find alternatives

Ad-tech companies must now try to figure out how they can justify their results with an estimated 700% drop in results based Googles latest decision.

Moreover, many online advertisers rely solely on Google tracking to help target audiences for clients. Advertising agencies will now face the biggest upheaval in years trying to adjust to these new rules.

Being pro-active in advertising versus reactive

Now that the cat is out of the bag, how can companies compete in the new world of customer privacy? This will be played out in real time as companies pivot ad spends, change strategies and some will just accept defeat against the monsters of tech.

How many companies saw the signs and were early adopters?

Very few companies saw the writing on the wall. Avoiding telling clients the truth the felt the need to avoid the questions regarding privacy and cookie laws. These conversation were held behind closed doors, with regulators, European courts and court hearings here in the US.

Youtube and Influencers will now face monetization issues

Youtube is the second largest search engine in the world. Influencers make money by advertising, pre-rolls and product placement. Bringing their active audiences along for the ride led to monetization and becoming brand names.

Youtube will also be part of the broad stroke that will hurt many online advertisers. Pre-rolls and targeted advertising will not yield the desired results. Monetization was affected 2 years ago by another youtube policy change and many of the struggling influencers with less that 500k subscribers will bow out in defeat.

Platforms like patreon or onlyfans will see their subscribers increase as the move to get direct paid subscribers will become the norm and reliance on advertising revenue will become a secondary concern.

google tracking penalty

Bigger ad-spends still mean diminished returns

Most advertisers looking for CPLs or CPAs will find that they can no longer attain the conversions that their clients expect and need. Increases in budgets will still bring less quality leads and less conversions without the one ingredient that google offered, third party tracking cookies.

Facebook will not be far behind and the apple store will also not allow apps to track individual users for advertising. Rideshare and geolocation apps that allow tracking will not be affected, but app advertising will become a battle ground while still in its infancy.

Alternative solutions that work

Google Chrome will withdraw support for third-party cookies, the connective tissue of digital advertising. The ad-tech industry has subsequently rallied behind alternative solutions initially based on hashed email addresses.

Google issued a stern policy clarification curbing these alternatives, discarding efforts to make solutions such as Unified ID 2.0, now the ward of industry body Prebid, interoperable with offerings such as authentication tools from LiveRamp and others

Can online marketing still be successful.

Fortunately, online marketing and advertising can still be successful and deliver results, so long as all expectations are aligned. Investor Leads markets to a direct audience. We adhere to strict privacy policies. Marketing to investors is highly a regulated arena.

The focus of advertising is to create leads and conversions, this is what we do. We witnessed the decline in many email marketing companies results. It is still effective for organically grown and nurtured lists, but not one off email sends.

We have seen the display ad world decline through adblockers and ad networks that deliver bids. Instead, Investor Leads made direct relationships with the publishers, allowing greater access and deeper targeting that traditional pay and spay banner advertising.

Investor Leads has seen how lead funnels, lead surveys and co-registration leads waste time and effort as more spam-bots and crawlers are loaded into the leads delivered.

Investor Leads has seen the writing on the wall for intrusive and invasive online advertising for years. Rather than exploit the problem, our team worked to develop the solution. We have migrated and updated our company wide practices since 2019 to keep ahead of privacy trends.

SEC’s Investment Rule Updates and Cannabis Fundraising

SEC’s Investment Rule Updates and Cannabis Fundraising

Recently the SEC updated its rules to simplify the patchwork of regulations to help companies in fundraising mode. This matters to cannabis companies of all types, especially those that want to utilize the available federal exemptions in their securities offerings.

In the SEC’s own words, “These amendments will promote capital formation and expand investment opportunities while preserving or improving important investor protections.” To hemp and marijuana companies, these changes mean they will have access to a wider pool of prospective investors. These amendments become effective 60 days after publication in the federal register.

The SEC is really taking big strides this fall. I previously wrote about the SEC’s recent expansion of who and what can qualify as an accredited investor. We can expect future refinements to the SEC’s rules to provide more opportunities for investors looking for opportunities and more guidance for companies looking for safe harbors from legal snags when dealing with investors.

The recently updated rules are designed to help startups and more experienced SMEs that have proof of concept in their business models and are in their first or fifth fundraising round. Below are some highlights.

Increased Offering Limits for Regulation A (Reg A), Regulation Crowdfunding (Reg CF), and Rule 504 (Reg D) Offerings.

Under Tier 2 of Regulation A, the maximum offering amount has been increased from $50MM to $75MM, and the maximum offering for secondary sales has been increased from $15MM to $22.5MM.

Under Regulation Crowdfunding, the offering limit has been increased from $1.07MM to $5MM, which will make this option more attractive to some companies where the crowdfunding model makes sense for their business plan. Accredited investors are no longer limited in the amount they can invest under a crowdfunding offering, and non-accredited investors can now use the higher of their annual income or net worth when calculating their investment limits. The financial statement review requirement has been temporarily extended for 18 months in offerings raising $250k or less within a 12-month period.

Offerings utilizing Rule 504 of Reg D can now raise up to $10MM from $5MM, which will increase the use of these already frequently utilized offerings.

Clarified Rules Governing Investment Offering Communications.

Everybody loves demo day, except for companies that have to either have their securities lawyer with them at the table or CEOs who have to continually wink and nod when they say they are not there to sell an investment opportunity in the business. The rule updates mean that issuers can generally talk openly about investment opportunities to “test-the-waters” without those communications being considered “general solicitation” or “general advertising” that make securities lawyers (and a few CEOs) sweat in their sleep.

Clarified Issuer’s Ability to Move from One Exemption to Another: Avoiding Offering Integration.

Boards and executive officers rarely think in terms of “what issuing exemption will we qualify for” when they are determining the criteria for their capital raise. Generally, they are looking at the company’s needs based on the CFO’s analysis, the availability of capital from interested investors and the CEO’s conversations with existing and prospective investors.

These rule amendments fit more with these reality scenarios – that sometimes a company’s offering may qualify for one or two different exemptions – and that the company may need to switch lanes during the offering process. This is often determined long after they have started communicating with prospective investors, soliciting offers, and probably after the company has made its first sale in the offering. Sometimes companies don’t even think about their offering parameters until well after they have received their first investor funds.

Based on a “facts and circumstances” review, the SEC will generally consider offerings as distinct from each other if they have a 30 calendar day window between them. This often matters when one offering utilizes “general solicitation” of prospective investors while the follow-on offering does not.

Offerings relating to employee benefit plans (Rule 701) or offerings by international companies (Reg S) or companies with a registered offering (as opposed to an exempt offering) will not be integrated with other offerings, subject to certain criteria.

Utilization of Special Purpose Vehicles (SPVs).

One reason why crowdfunding has not taken off in hemp and marijuana businesses is because no sane company executive team wants to deal with hundreds or thousands of investors in exchange for a $100 or even a $1,500 investment from each of the investors. They are just not worth the hassle. But the new rule amendments permit the use of certain SPVs for Reg CF and Reg A offerings. This is a boon to cannabis companies, and we may see more crowdfunding offerings by cannabis companies that are willing to deal with a single SPV investment entity as long as someone else deals with the SPV’s investors.

Regulation D Explained: What Are Regulation D Offerings in Real Estate Crowdfunding?

Regulation D Explained: What Are Regulation D Offerings in Real Estate Crowdfunding?

Real estate crowdfunding, or the practice of funding a real estate investing venture by raising a small amount of money from a large number of people, typically over the internet, has been gaining in popularity over recent years. To that end, investors who hope to use this method to get their funds off the ground need to be familiar with the various crowdfunding models that are available to them, of which Regulation D transactions are one.

With that in mind, below we’ll explore the Regulation D exemption, including how it started and the changes it’s gone through over the years, and take a closer look at the two models of Regulation D offerings that are available to those who wish to crowdfund today. Read on to learn more about whether a Regulation D offering is the right choice for your company.

What is Regulation D in relation to the Securities Act of 1933?

Before going any further, it’s important to note that SEC Regulation D is different from Federal Reserve Board Regulation D. While the former has to deal with the reporting requirements for public offerings, the latter is a regulation that places limits on withdrawals from savings accounts. This article focuses on SEC Regulation D, which was an amendment to the Securities Act of 1933 that deals with private placement.

The Securities Act of 1933 was put in place during the Great Depression in the wake of the 1929 stock market crash. In particular, the act mandated that the issuer, or the person or entity who is offering a security, cannot offer the security to the public unless certain conditions are met. Those conditions state that the offering must either be registered with the U.S. Securities and Exchange Commission (SEC) or it must qualify for an available exemption.

In 1982, Regulation D was introduced with the intent to allow small and medium-sized businesses the opportunity to raise capital without having to bear the time and expense of filing and reporting to the SEC. To that end, Regulation D offers a streamlined approach to the process. For example, while the issuer must file a Form D electronically with the SEC after the first securities are sold, that process is still far less labor-intensive than filling out the documentation required for a public offering.

Changes to Regulation D under the JOBS Act

Later, the passage of the Jumpstart Our Business Startups (JOBS) Act in 2012 amended the exemptions from registration under the Securities Act, as well as creating new exemptions to the rules surrounding reporting and general solicitation. While the JOBS Act was responsible for several amendments, the ones most relevant to real estate crowdfunding have to do with the changes made to Regulation D.

Specifically, the changes to Regulation D under the JOBS Act eliminated the ban on public solicitation of private investments, meaning that real estate developers are now allowed to solicit an unlimited amount of funds from any interested accredited investor, and they are allowed to have up to 35 non-accredited investors in the mix as well. Though, notably, the non-accredited investors must qualify as “sophisticated investors” under SEC guidelines.

The SEC guidelines state that a “sophisticated investor” is someone who “must have sufficient knowledge and experience in financial and business matters to make them capable of evaluating the merits and risks of the prospective investment.”

Choosing between Rule 506(b) and Rule 506(c)

Following the changes made under the JOBS Act, there are now two vehicles that investors can use to crowdfund for real estate investments. Notably, under each of these rules, there is no Reg D limit to the total amount of funds that can be raised from the various investors, which makes this regulation particularly appealing to companies that are hoping to raise a large amount of capital.

Crowdfunding companies that decide that they want to crowdfund through a Regulation D platform must choose whether they want to use Rule 506(b) or 506(c). In light of that, the distinction between the two rules is as follows:

Regulation D Rule 506(b)

  1. Regulation D Rule 506(b) allows companies to raise funds from an unlimited number of accredited investors and up 35 non-accredited investors.
  2. An “accredited investor” is a person with a net worth of around $1 million at the time of investment or who has an annual income of at least $200,000 for the last two years.
  3. Investors are usually asked to certify via a questionnaire that they meet the criteria to be considered accredited.
  4. Non-accredited investors must be given a substantial amount of disclosure information pertaining to the investment.
  5. General solicitation (also known as “promotional advertising”) for the investment is not allowed under Rule 506(b).
  6. Specific details related to the offering must be posted behind a “gate,” which investors can only access once they’ve self-certified.

Regulation D Rule 506(c)

  1. Regulation D Rule 06(c) is open to accredited investors only.
  2. Unlike Rule 506(b), where investors are allowed to self-certify, the investors involved must be vetted, usually by providing supporting documentation.
  3. Since accredited investors are assumed to have a certain level of background knowledge about investments, general solicitation, or promotional advertising, is permitted.

Who is a Regulation D exemption best suited for?

In general, pursuing a Regulation D exemption is thought to be a good choice for crowdfunding ventures that are in the early stages. Typically, these companies will either be at seed or Series A rounds of funding and, up until this point, they will usually have begun generating significant revenue or substantial growth.

The bottom line

Keep in mind that while a Regulation D transaction offers the opportunity for limited reporting, it is not exempt from any anti-fraud, civil liberty, or any other federal securities laws. Any transaction of this type must also comply with applicable state laws relating to the offering and sale of securities, which may include disclosing any notices of sale or collecting the names of any individuals who receive compensation.

However, provided that you make sure you understand and comply with all the necessary regulations, using a Regulation D offering to crowdfund for real estate investing can make the funding process much easier.

Unfair Advantages: How Real Estate Became a Billionaire Factory

You probably know that real estate has long been the playground for the rich and well connected, and that according to recently published data it’s also been the best performing investment in modern history. And with a set of unfair advantages that are completely unheard of with other investments, it’s no surprise why.

But those barriers have come crashing down – and now it’s possible to build REAL wealth through real estate at a fraction of what it used to cost, meaning the unfair advantages are now available to individuals like you.

To get started, we’ve assembled a comprehensive guide that outlines everything you need to know about investing in real estate – and have made it available for FREE today.